China - Cayman Islands Tax Treaty

AGREEMENT BETWEEN

THE GOVERNMENT OF THE CAYMAN ISLANDS AND

THE GOVERNMENT OF THE PEOPLE’S REPUBLIC OF CHINA FOR

THE EXCHANGE OF INFORMATION RELATING TO TAXES

The Government of the Cayman Islands and the Government of the People’s Republic of China (“the Contracting Parties”),

Acknowledging that the Contracting Parties are competent to negotiate and conclude a tax information exchange agreement,

Desiring to provide a framework for cooperation and facilitate
the exchange of information with respect to taxes,

Have agreed as follows:

ARTICLE 1 SCOPE OF AGREEMENT

1. The competent authorities of the Contracting Parties shall
   provide assistance through exchange of information that is foreseeably relevant to the
   administration and enforcement of the domestic laws of the Contracting Parties concerning taxes covered by this Agreement. Such information shall include information that is foreseeably relevant to the determination, assessment, verification and collection of such taxes, the recovery and enforcement of tax claims, and the investigation or prosecution of tax matters.

2. Information shall be exchanged in accordance with the
   provisions of this Agreement and shall be treated as confidential in the manner provided in Article 8.

ARTICLE 2 JURISDICTION

A requested Party is not obliged to provide information which is
neither held by its authorities nor in the possession or control of persons who are
within its territorial jurisdiction.

ARTICLE 3 TAXES COVERED

1. The existing taxes to which this Agreement shall apply are in particular:

a) in the People’s Republic of China: all taxes except customs tariffs;

(hereinafter referred to as “Chinese tax”)

b) in the Cayman Islands:

taxes of every kind and description.

(hereinafter referred to as “Cayman Islands tax”)

2. This Agreement shall also apply to any identical or substantially similar taxes that are imposed after the date of signature of the Agreement in addition to, or in place of, any of the existing taxes listed in paragraph 1.

3. The taxes covered by this Agreement may be expanded or modified by mutual agreement of the Contracting Parties in the form agreed upon by both Contracting Parties.

4. The competent authorities of the Contracting Parties shall notify each other of any substantial changes to the taxation and related information
   gathering measures covered by this Agreement.

ARTICLE 4 DEFINITIONS

1. For the purposes of this Agreement, unless the context otherwise requires:

a) the term “the People’s Republic of China”, when used in a geographical sense, means all the territory of the People’s Republic of China, including its territorial sea, in which the Chinese laws relating to taxation apply, and any area beyond its territorial sea, within which the People’s Republic of China has
sovereign rights of exploration for and exploitation of resources of the seabed and its sub- soil and superjacent water resources in accordance with international law and its domestic law;

b) the term “the Cayman Islands” means the territory of the Cayman Islands and includes the territorial sea, areas within the maritime boundaries of the Cayman Islands and any area within which in accordance with international
law the rights of the Cayman Islands with respect to the seabed and sub-soil and their natural resources may be exercised;

c) the term “person” includes an individual, a company and any
other body of persons;

d) the term “company” means any body corporate or any entity that is treated as a body corporate for tax purposes;

e) the term “publicly traded company” means any company whose principal class of shares is listed on a recognised stock exchange provided its listed shares can be readily purchased or sold by the public. Shares can be purchased or sold “by the public” if the purchase or sale of shares is not implicitly or
explicitly restricted to a limited group of investors; and for this purpose,
the term “principal class of shares” means the class or classes of shares representing a

majority of the voting power and value of the company. For the purposes of this paragraph the term “recognised stock exchange” means:

(i) in the People’s Republic of China, the Shanghai Stock Exchange or the Shenzhen Stock Exchange;

(ii) in the Cayman Islands, the Cayman Islands Stock Exchange;

(iii) any other stock exchange which the competent authorities
agree to recognize for the purposes of this Agreement;

f) the term “collective investment fund or scheme” means any pooled investment vehicle, irrespective of legal form. The term “public collective investment fund or scheme” means any collective investment fund or scheme, in which
the purchase, sale or redemption of shares or other interests is not
implicitly or explicitly restricted to a limited group of investors;

g) the term “tax” means any tax to which this Agreement applies;

h) the term “competent authority” means:

(i) in the case of the People’s Republic of China, the State Administration of Taxation or its authorized representative; and

(ii) in the case of the Cayman Islands, the Tax Information
Authority or a person or its authorized representative;

i) the term “information” means any fact, statement, document or
record in whatever form;

j) the term “information gathering measures” means laws and
administrative or judicial procedures that enable a Contracting Party to obtain and
provide the requested information;

k) the term “requesting Party” means the Party to this Agreement
submitting a request for or having received information from the requested Party;

l) the term “requested Party” means the Party to this Agreement which is requested to provide or has provided information in response to a request.

2. As regards the application of this Agreement at any
   time by a Contracting Party, any term not defined therein shall, unless the context otherwise requires, have the meaning that it has at that time under the law of that Party for the purposes of the taxes to which this Agreement applies, any meaning under the applicable tax laws of that Party prevailing over a meaning given to the term under other laws of that Party.

ARTICLE 5

EXCHANGE OF INFORMATION UPON REQUEST

1. The competent authority of a requested Party shall provide upon request in writing information for the purposes referred to in Article 1. Such information shall be exchanged without regard to whether the conduct being investigated would constitute a tax offence under the laws of the requested Party if it occurred in the territory of the requested Party. If the information received by the competent authority of the requested Party is not sufficient to enable it to comply with the request for information, it shall advise the competent authority of the requesting Party of that fact
   and request such additional information as may be required to enable the effective
   processing of the request.

2. If the information in the possession of the competent authority of the requested Party is not sufficient to enable it to comply with the request for the information, the requested Party shall use all relevant information gathering measures
   to provide the requesting Party with the information requested, notwithstanding that the requested Party may not need such information for its own tax purposes.

3. If specifically requested by the competent authority of the requesting Party, the competent authority of the requested Party shall provide information under this Article, to the extent allowable under its domestic laws, in the form of depositions of witnesses and authenticated copies of original records.

4. Each Contracting Party shall ensure that its competent authority, for the purposes of this Agreement, has the authority to obtain and provide upon request:

a) information held by banks, other financial institutions,
and any person, including nominees and trustees, acting in an agency or fiduciary capacity;

b) information regarding the legal and beneficial ownership of companies, partnerships, trusts, foundations and other persons, including,
within the constraints of Article 2, ownership information on all such persons
in an ownership chain; in the case of trusts, information on settlors,
trustees, and beneficiaries; and in the case of foundations, information on founders, members, beneficiaries and directors or other senior officers of the foundation.

5. Notwithstanding the preceding paragraphs, this Agreement
   does not create an obligation on the Contracting Parties to obtain or provide ownership
   information with respect to publicly traded companies or public collective investment funds or schemes, unless such information can be obtained without giving rise
   to disproportionate difficulties.

6. The competent authority of the requesting Party shall
   provide the following information to the competent authority of the requested Party when making a request for information under this Agreement in order to demonstrate the foreseeable relevance of the information to the request:

a)the identity of the person under examination or investigation;

b)the period for which the information is requested;

c)the nature and type of the information requested, including a description of the information and/or specific evidence sought, and the form in
which the requesting Party would prefer to receive the information;

d)the tax purposes for which the information is sought;

e)grounds for believing that the information requested is present in the territory of the requested Party or is in the possession or control of a person subject to the jurisdiction of the requested Party;

f)to the extent known, the name and address of any person
believed to be in possession or control of the information requested;

g)a statement that the request is in conformity with this Agreement and the laws and administrative practices of the requesting Party, and that if the requested information were within the jurisdiction of the requesting Party then
the competent authority of the requesting Party would be able to obtain
the information under the laws of the requesting Party or in the normal course of administrative practice;

h)a statement that the requesting Party has pursued all means available in its own territory to obtain the information, except those that would give
rise to disproportionate difficulties.

7. The competent authority of the requested Party shall
   forward the requested information as promptly as possible to the competent authority of the requesting Party. To ensure a prompt response, the competent authority of the requested Party shall:

a)confirm receipt of a request in writing to the competent
authority of the requesting Party and shall notify the competent authority of the requesting Party of any deficiencies in the request within 60 days of receipt of the request; and

b)immediately inform the competent authority of the requesting Party to explain the reasons for its inability or the obstacles or its refusal, if
the competent authority of the requested Party has been unable to obtain and
provide the information requested within 90 days of receipt of the request,
including if obstacles are encountered in furnishing the information, or if the
competent authority of the requested Party refuses to provide the information.

ARTICLE 6

TAX EXAMINATIONS OR INVESTIGATIONS ABROAD

1. The requested Party may, in accordance with its domestic
   laws, following receipt of notice of a reasonable time from the requesting Party, allow representatives of the competent authority of the requesting Party to enter the
   territory of the requested Party in connection with a request to interview persons and examine
   records with the prior written consent of the persons concerned. The competent
   authorities of the Contracting Parties shall agree on the time and place of the intended meeting with the persons concerned.

2. At the request of the competent authority of the
   requesting Party, and in accordance with its domestic laws, the competent authority of the requested Party may permit representatives of the competent authority of the requesting Party to be present at the tax examination in the territory of the requested Party.

3.If the request referred to in paragraph 2 is granted, the competent authority of the requested Party conducting the examination shall, as soon as
possible, notify the competent authority of the requesting Party of the time and place of the examination, the authority or person authorised to carry out the examination and the
procedures and conditions required by the requested Party for the conduct of the
examination. All

decisions regarding the conduct of the examination shall be made by the requested Party conducting the examination in accordance with its domestic laws.

ARTICLE 7

POSSIBILITY OF DECLINING A REQUEST

1. The competent authority of the requested Party may decline to assist:

a) where the request is not made in conformity with this Agreement;

b) where the requesting Party has not pursued all means available
in its own territory to obtain the information, except where recourse to such means would give rise to disproportionate difficulty; or

c) where the disclosure of the information requested would be
contrary to the public policy (ordre public) of the requested Party.

2. This Agreement shall not impose upon a Contracting Party
   any obligation to provide information which would disclose any trade, business, industrial, commercial or professional secret or trade process. Information described in paragraph 4 of Article 5 shall not by reason of that fact alone constitute such a secret or process.

3. a) The provisions of this Agreement shall not impose on a Contracting Party the obligation to obtain or provide information which would reveal
   confidential communications between a client and an attorney, solicitor or other
   admitted legal representative where such communications are:

(i) produced for the purposes of seeking or providing legal advice; or

(ii) produced for the purposes of use in existing or contemplated
legal proceedings;

b) Information held with the intention of furthering a criminal
purpose is not subject to legal privilege, and nothing in this Article shall prevent a professional legal advisor from providing the name and address of a client where doing so would not constitute a breach of legal privilege.

4. A request for information shall not be refused on the ground that the tax liability giving rise to the request is disputed by the taxpayer.

5. The requested Party shall not be required to obtain and
   provide information which, if the requested information was within the jurisdiction of the requesting Party, the competent authority of the requesting Party would not be able to obtain under its laws or in the normal course of administrative practice.

6. The requested Party may decline a request for information if the information is requested by the requesting Party to administer or enforce a provision of the tax law of the requesting Party, or any requirement connected therewith, which
   discriminates against a national of the requested Party as compared with a national of the requesting Party in the same circumstances.

ARTICLE 8 CONFIDENTIALITY

1. All information provided and received by the Competent
   Authorities of the Contracting Parties shall be treated as confidential in the same
   manner as information obtained under its domestic legislation; or according to the
   confidentiality conditions applicable in the jurisdiction of the Contracting Party that provides such information if the latter conditions are more restrictive and shall be disclosed
   only to persons or authorities (including courts and administrative bodies) in the
   jurisdiction of the Contracting Parties officially concerned with the purposes specified in Article 1 and used by such persons or authorities only for such purposes, including the determination of any appeal. For these purposes, information may be disclosed in public court proceedings or in judicial proceedings.

2. The information may not be used for any purpose other
   than for the purposes stated in Article 1 and may not be disclosed to any other person or entity or authority or any other jurisdiction without the express written consent of the Competent Authority of the requested Party.

ARTICLE 9 SAFEGUARDS

The rights and safeguards secured to persons by the laws or administrative practices of the requested Party remain applicable to the extent that they do not unduly prevent or delay effective exchange of information.

ARTICLE 10 ADMINISTRATIVE COSTS

Unless the competent authorities of the Contracting Parties otherwise
agree, ordinary costs incurred in providing assistance shall be borne by the
requested Party, and extraordinary costs in providing assistance (including costs of engaging external advisors in connection with litigation or otherwise) shall be borne by the
requesting Party. The respective competent authorities shall consult from time to time with
regard to this Article, and in particular the competent authority of the requested Party shall consult with the competent authority of the requesting Party in advance if the
costs of providing information with respect to a specific request are expected to be significant.

ARTICLE 11 LANGUAGE

Requests for assistance and responses thereto shall be in English.

ARTICLE 12

MUTUAL AGREEMENT PROCEDURE

1. Where difficulties or doubts arise between the Contracting Parties regarding the implementation or interpretation of this Agreement, the respective competent authorities shall use their best efforts to resolve the matter by mutual agreement.

2. In addition to the endeavours referred to in
   paragraph 1, the competent authorities of the Contracting Parties may mutually agree on the procedures to be used under Articles 5, 6 and 10.

3. The competent authorities of the Contracting Parties may
   communicate with each other directly for the purposes of this Agreement.

4. The Contracting Parties may also agree in writing on
   other forms of dispute resolution should this become necessary.

ARTICLE 13 ENTRY INTO FORCE

The Contracting Parties shall notify each other in writing that they have completed the internal legal procedures necessary for the entry into force of this
Agreement. This Agreement shall enter into force on the thirtieth day upon the
receipt of the latter notification. This Agreement shall have effect in respect of taxable years beginning on or after the date of entry into force.

ARTICLE 14 TERMINATION

1. This Agreement shall remain in force until terminated by
   either Contracting Party.

2. Either Contracting Party may terminate this Agreement by
   giving notice of termination in writing. Such termination shall become effective on the first day of the month following the expiration of a period of six months after the
   date of receipt of notice of termination by the other Contracting Party.

3. If this Agreement is terminated, the Contracting Parties shall remain bound by the provisions of Article 8 with respect to any information
   obtained under this Agreement. All requests received up to the effective date of
   termination shall be dealt with in accordance with the terms of this Agreement.

IN WITNESS whereof the undersigned, duly authorized thereto, have
signed this Agreement.

Done at George Town on the 26ᵗʰ day of September , 2011, in duplicate in the English and Chinese languages, both texts being equally authentic.

For the Government of For the Government of the Cayman Islands the People’s Republic of China

HON. W. MCKEEVA BUSH OBE, JP MADAME SONG LAN